Section 1: Name and Territory The name of the Club shall be the West LA Democratic Club (formerly the Marina-Mar Vista-Venice Democratic Club) and cover Los Angeles City Council District 11, including the neighborhoods of Brentwood, Del Rey, Mar Vista, Palms, Playa del Rey, Playa Vista, Sawtelle, Venice, Westchester and West Los Angeles, and shall also include the unincorporated area of Marina del Rey collectively, Local Community.

Section 2: Charter and Affiliations The Club shall be chartered by the Los Angeles County Democratic Central Committee Central Committee, shall affiliate with the California Democratic Council and may associate with any/all Assembly District Democratic Committees in the Local Community.

ARTICLE II OBJECTIVES

The Club is dedicated to furthering the goals and aspirations of the people in its Local Community and, to that end, will:

Educate Club members and the general public as to issues, candidates and ballot measures of interest to the Club. Advocate for the adoption of the Club position on issues of importance to the community, the state or the nation in all affiliated bodies. Endorse/elect registered Democrats in partisan and non-partisan elections whose views most closely correspond with those of the Club. Promote accountability to the community on the part of elected officials. Facilitate the democratic process for all citizens on the basis of equality, regardless of race, religion, creed, gender, sexual preference, national origin, age, or disability.

ARTICLE III MEMBERSHIP AND DUES

Section 1: Eligibility All residents of Los Angeles County residents, who are registered Democrats according to the official registration as shown in the published precinct files issued by the Registrar of Voters of Los Angeles County, shall be eligible for membership in the Club. In addition, residents between the ages of 14 and 18 who declare their intention to register as Democrats when eligible and do so within one month of attaining their 18th birthday, and residents in the process of naturalization who declare their intentions to register as Democrats and do so within one month after attaining legal status, shall be eligible for membership in the Club.

All members shall be fully acquainted with the Clubs By-Laws and accept the Clubs objectives as stated in Article II.

The President shall have published at each meeting of the Executive Board as defined in Article V the names of members who joined the Club since the last meeting. Membership may be revoked or denied by the Executive Board for just cause at any time.

Section 2: Categories The Executive Board may establish more than one category of membership in the Club based on dues rates or other criteria as determined by the Executive Board. Each category may have different rights and privileges.

Section 3: Dues and Voting Rights Annual dues shall be recommended to the Club by the Executive Board and approved at a regularly called Club meeting. Dues are due twelve (12) months from the month of joining or renewing, with a grace period of sixty (60) days for renewal. Except for the provisions of Article VI, Section 3, all members in good standing shall be allowed to vote on Club matters. For the purposes of these By-Laws, member in good standing shall be a member who has paid dues for the current year or had them waived for economic hardship, and meets the criteria of Section 1.

Section 4: Use of the Club Name No member of the Club shall use the name of the Club in connection with any candidate, issue or ballot measure not endorsed by the Club or the Executive Board unless the name of the Club is clearly indicated as being used for identification purposes only.

ARTICLE IV OFFICERS

Section 1: Titles, Terms, Duties and Responsibilities of Elected Officers The elected officers of the Club collectively, Officers shall be its President, 1st Vice President, 2nd Vice President, Treasurer, and Secretary. Officers shall be elected for terms of one year in accordance with the provisions of Article VI. The duties of the Officers so elected are as follows:

The President, with the advice and consent of the Executive Board, shall be responsible for the overall direction of Club activities. The President shall (1) preside at all Club meetings as defined in Article VIII and Executive Board meetings as defined in Article V, (2) sit as an ex-officio member of all committees as defined in Article VII and with the concurrence of the respective Vice President responsible for coordinating and directing the activities of the committees and subject to ratification by the Executive Board appoint and remove the chairs of all committees, (3) chair the Elections & Endorsements Committee as defined in Article VII, Section 7, (4) speak for the Club on matters about which the Club has taken a position, (5) be first delegate to all conventions and council meetings, and (6) perform other duties as may be assigned by the Club or the Executive Board.

The President may authorize, with the concurrence of the Treasurer, or in the absence of the Treasurer, with the concurrence of the 1st Vice President, expenditures in any given month up to an amount preauthorized by the Executive Board. Expenditures beyond the preauthorized amount require the approval of the Executive Board.

The 1st Vice President reports to the President and shall be responsible for coordinating and directing the activities of the Club Political Committees, including the Precinct Outreach Committee, the Local Issues Committee, the State & National Issues Committee, the Voter Registration Committee, any Constituent Committees, and other Committees as may be assigned by the Executive Board. The 1st Vice President shall (1) with the exception of the Elections & Endorsements Committee, consult with the President on the appointment of the chairs of the Club Political Committees and sit as an ex-officio member of said committees, (2) assume the duties of the President in the absence of the President, and (3) perform such other duties as may be assigned by the President or the Executive Board.

The 2nd Vice President reports to the President and shall be responsible for coordinating and directing the activities of the Club Operations Committees, including the Program/Events Committee, the Fundraising Committee, the Communications/Public Relations Committee, the Headquarters Committee, the Membership/Volunteer Committee and other Committees as may be assigned by the Executive Board. The 2nd Vice President shall (1) consult with the President on the appointment of the chairs of the Club Operations committees and sit as an ex-officio member of said committees, (2) assume the duties of the President in the absence of the President and 1st Vice President, and (3) perform such other duties as may be assigned by the President or the Executive Board.

The Treasurer reports to the President and shall be responsible for (1) maintaining the financial records of the Club, including names, dates, and amounts for all dues collected and funds expended; (2) disbursing the funds of the Club as authorized by the Club or the Executive Board; (3) making a financial report at all meetings of the Executive Board; (4) submitting to the Club in writing at the close of the fiscal year an annual statement (including a Balance Sheet and a Statement of Receipts and Disbursements); (5) abiding by the Fair Political Practices Commission FPPC and Federal Election Commission FEC laws and regulations and filing reports as may be required by the FPPC, the FEC, the IRS and other regulatory bodies; (6) maintaining an accurate roster of paid members; and (7) performing such other duties as may be assigned by the President, the Club or the Executive Board.

The Secretary reports to the President and shall be responsible for (1) preparing and maintaining minutes of the meetings of the Club and the Executive Board; (2) maintaining a file of all written reports submitted to the Executive Board, of the master copy of the Club By-Laws with all updates and amendments, and of copies of all Club documents; (3) certifying election results and maintaining written ballots for forty-five (45) days following certification; and (4) performing such other duties as may be assigned by the President, the Club or the Executive Board.

Section 2: Titles, Terms, Duties and Responsibilities of Appointed Officers Subject to ratification by the Executive Board, the President shall appoint two Assistant Vice-Presidents, one of each gender, who shall (1) be officers of the Club, (2) serve at the pleasure of the President and report to the President, and (3) perform such duties as may be assigned by the President.

ARTICLE V EXECUTIVE BOARD

Section 1: Qualifications Members of the Executive Board shall have been members of the Club in good standing for at least three (3) months prior to their election or appointment and shall continue to be members in good standing throughout their terms.

Section 2: Members A) The Executive Board shall consist of the following Members: the elected and appointed Officers Article IV, the immediate past President of the Club; three members elected at-large by the Club, one member appointed by the Executive Board, the chairpersons of all standing committees as designated below, Club members who are delegates to Democratic Party organizations with which the Club is affiliated Article I, Section 2, and Club members who are elected and duly appointed members of the Los Angeles County Democratic Central Committee Central Committee, the California Democratic Party, or the Democratic National Committee. B) The following Club committees shall be designated as standing committees: Program/Events Committee, Fundraising Committee, Public Relations/Communications Committee, Membership/Volunteer Committee, Headquarters Committee, Elections & Endorsements Committee, Local Issues Committee, State & National Issues Committee, Precinct Outreach Committee, and Voter Registration Committee. The Executive Board may from time to time designate additional committees, including Constituent Group Outreach Committees, as standing committees. C) No more than 3 members on the Executive Board of another Democratic Club may serve on the Executive Board of the West LA Democratic Club at the same time.

Section 3: Duties and Responsibilities The Executive Board shall be responsible for establishing Club policy and overseeing the planning and direction of all Club activities. In the performance of its duties, the Executive Board shall (1) approve the mission statements of Club committees, (2) establish Rules & Procedures for Club Elections Article VI and approve Rules & Procedures for the Elections & Endorsements Committees Article XI, (3) remove Members of and fill vacancies on the Executive Board as provided in this article, (4) appoint By-Laws Committees Article 10, and (5) perform such other duties as may be assigned by the Club.

Section 4: Quorum A quorum of the Executive Board shall be eleven (11) Executive Board Members Section 2. A vote of a majority of the quorum shall be necessary on all matters binding upon the Club or Executive Board, but the Executive Board may take advisory votes and adjourn even though a quorum is not present.

Section 5: Removal, Resignation Any Member may be removed from office by a two-thirds majority vote of the Executive Board for just cause. Any Member who misses, without providing good and valid reason, three consecutive meetings shall be removed and so notified. Members may resign their office at any time by notifying the President or Executive Board in writing.

Section 6: Vacancies of Elected Members Any vacancy occurring during the term of any elected Member shall be filled by a majority vote of the Executive Board and shall be subject to ratification by a majority vote at the next regularly called Club Meeting.

Section 2: Rules and Procedures A majority vote shall be required for each elected Member of the Executive Board Article V, Section 2. Rules and procedures governing Club elections, including the appointment and proceedings of any Nominating Committee, shall be adopted by the Executive Board. Nominations may be made from the floor, contingent upon acceptance by and qualification of members nominated.

Section 3: Voting Rights All Club members in good standing for at least forty-five (45) days prior to the date of a Club election shall be entitled to vote.

ARTICLE VII COMMITTEES

Section 1: Program/Events Committee This Club Operations Committee, in consultation with the Executive Board, shall be responsible for all aspects of the programs for the General and Special meetings of the Club and all other Club. In the performance of its duties, it shall (1) plan, procure and schedule speakers, acquire venues, procure food, beverage and signage, and oversee meeting set-up/tear-down and cleanup; (2) coordinate announcements and press-releases with the Public Relations/Communications Committee; and (3) perform other duties as may be assigned by the Club or the Executive Board.

Section 2: Fundraising Committee This Club Operations Committee shall be responsible for devising, coordinating and implementing Club projects to increase the funds of the Club treasury. In the performance of its duties it shall (1) oversee donor outreach; (2) solicit contributions through any means approved by the Executive Board, and (3) perform other duties as may be assigned by the Club or the Executive Board.

Section 3: Communications/Public Relations Committee This Club Operations Committee shall be responsible for all Club relations with the media and communications with the public and the Club at-large. In the performance of its duties it shall (1) oversee press releases and advertising; (2) create and distribute the Club newsletter; (3) oversee the content of the Club web site; and (3) perform other duties as may be assigned by the Club or the Executive Board.

Section 4: Membership/Volunteer Committee This Club Operations Committee shall be responsible for recruiting new members and volunteers. In the performance of its duties, it shall (1) oversee the Clubs recruiting efforts, (2) make new members welcome within the Club, (3) encourage members to continue their membership and, with members and volunteers, become active in Club committees and activities, (4) maintain accurate membership data and produce reports and membership lists required by other Club committees, and (5) perform other duties as may be assigned by the Club or the Executive Board.

Section 5: Headquarters Committee This Club Operations Committee shall be responsible for the planning, set-up and operation of any Club headquarters and/or Club election headquarters. In the performance of its duties, it shall (1) acquire and implement Club communications equipment and services, (2) develop Club document handling procedures, (3) coordinate Club member and volunteer involvement in any Club headquarters activities, (4) oversee phone banking and phone tree operations, and (6) perform other duties as may be assigned by the Club or the Executive Board.

Section 6: Data Processing & Website Committee This Club Operations Committee shall be responsible for Club Information Technology (IT), including acquisition and implementation of all IT hardware and software. In the performance of its duties, it shall (1) contract and negotiating for IT services including website design and hosting, and data entry, (2) maintain Club member databases, e-mail lists, and a database of precincts and voters, (3) provide reports and data as required by the Club or the Executive Board, including walk lists and phone bank lists, and (4) perform other duties as may be assigned by the Club or the Executive Board.

Section 7: Elections & Endorsements Committee This Club Political Committee, chaired by and with members appointed by the Club President and following rules and procedures adopted by the Executive Board, shall, in accordance with the provisions of Article IX, be responsible for coordinating the Club endorsement process and promoting such endorsements. In the performance of its duties, it shall (1) prepare and maintain a current list of all Club endorsements and pending endorsements and prioritize said list in terms of importance to the Club membership and ability of the Club to affect the outcome on such matters, (2) develop specific recommendations for Club action and prepare a written report to the Executive Board in support of each recommendation for Club endorsement, (3) maintain relationships with candidates and elected officials, (4) coordinate the Clubs activities with the campaigns of endorsed candidates, and (5) perform other duties as may be assigned by the Club or the Executive Board.

The Club may have one Endorsements Committee for each local Assembly District, to be coordinated by the President.

Section 8: Local Issues Committee This Club Political Committee shall be a forum for Local Community issues. It shall be responsible for (1) selecting and preparing any such issues for submission to the Elections and Endorsements Committee, (2) developing and coordinating action plans respecting local issues endorsed by the Elections & Endorsements Committee, and (3) performing other duties as may be assigned by the Club or the Executive Board.

Section 9: State & National Issues Committee This Club Political Committee shall be a forum for State & National issues. It shall be responsible for (1) selecting and preparing any such issues for submission to the Elections and Endorsements Committee, (2) developing and coordinating action plans respecting state & national issues endorsed by the Elections & Endorsements Committee, and (3) performing other duties as may be assigned by the Club or the Executive Board.

Section 10: Precinct Outreach Committee This Club Political Committee shall be responsible for (1) coordinating all Club activities surrounding voter and community outreach with the goals of increasing voter turnout of registered Democrats from the Local Community, increasing overall votes for Democratic Candidates and votes in favor of Club Endorsements in the Local Community, and (2) performing other duties as may be assigned by the Club or the Executive Board.

Section 11: Voter Registration Committee This Club Political Committee shall be responsible for (1) coordinating all Club activities surrounding voter registration within the Local Community with the goal of increasing the number of eligible Democratic voters, (2) coordinating all Club efforts to increase the level of participation of newly registered voters in the electoral process within the Local Community, and (3) performing other duties as may be assigned by the Club or the Executive Board.

Section 12: Constituent Group Outreach Committees These Political Committees, formed by the President with the approval of the Executive Board, shall be responsible for (1) coordinating all Club activities surrounding outreach to other political, social and community organizations within the Local Community, (2) coordinating all Club activities in organizing and affiliating with new organizations that will further the Clubs objectives, and (3) performing other duties as may be assigned by the Club or the Executive Board. The Executive Board may grant a seat on the Executive Board to a representative of a constituent group organization that wishes to affiliate with the Club. Such representative may be an officer of the constituent group organization and therefore may be an exception to Article V, Section 2, Item C.

Section 13: Other Committees The Executive Board may, from time to time, create such other committees as it deems necessary or appropriate to assist it in carrying out its functions.

ARTICLE VIII MEETINGS

Section 1: Club Annual Meetings The annual meeting of the Club shall be held during the first week in February of each year, at a place and time designated by the Executive Board, and shall be an Election Meeting Article VI and a Club Business Meeting Section 2.

Section 2: Club Business Meetings Club Business Meetings shall be held at such times and places designated by the Executive Board. All matters requiring Club advice and consent shall be conducted at Club Business Meetings at which a quorum is present Section 5. Such meetings may be held concurrently with General Club Meetings and Executive Board Meetings.

Section 3: General Club Meetings General Club Meetings shall occur at such times and places designated by the Executive Board for the purpose of special events and programs under the direction of the Program/Events Committee.

Section 4: Special Club Meetings Special Club Meetings may be held at such times and places designated by the President (or by the Vice President in the event that the Presidency is vacated), by 1/3 of the members of the Executive Board, or by written request to the President by 10% of all members of the Club in good standing. The purpose of such Meeting shall be stated within the notice to the Club as provided in Section 9.

Section 5: Quorum A quorum at a Club Meeting shall consist of forty (40) members in good standing, or 10% of members in good standing in attendance, whichever is less.

Section 6: Regular Executive Board Meetings Regular Executive Board Meetings shall take place no fewer than ten (10) times in each year and held at such times and places designated by the President. Such meetings may be conducted by e-mail, telephone or other means as may be necessary to expedite decisions of the Executive Board.

Section 7: Special Executive Board Meetings Special Executive Board Meetings shall be held at such times and places designated by 1/3 of the Executive Board Members. Such meetings may be conducted by e-mail, telephone or other means as may be necessary to expedite decisions of the Executive Board.

Section 8: Committee Meetings Club Committee Meetings shall be held at such times and places designated by the Chair except for meetings called by the President, the Vice President responsible for coordinating and directing the activities of the committee, or the Executive Board.

Section 9: Notice of Meetings Notice of meetings shall be given to each Club member, Executive Board Member or committee member, as the case may be, which notice shall specify the agenda for the meeting and the items to be discussed or to be voted upon at the meeting. Notice shall be provided by phone, letter, email, newsletter, or posted on the Clubs website. Notice of Club Annual Meetings, Club Business Meetings, General Club Meetings, and Regular Executive Board Meetings shall be provided at least ten (10) days prior to such meetings. Notice of Special Meetings shall be provided at least five (5) days prior to such meetings, except in extraordinary circumstances, as determined by the body or individual calling the meeting.

Section 10: Final Authority The general membership of the Club shall be the final authority of the Club. Except for election votes as provided in Article VI, endorsement votes as provided in Article IX and amendment votes as provided in Article X, any action of the Club shall be by a majority vote of the members in good standing present and voting at a Club Meeting at which a quorum Section 5 is present. Any action of the Executive Board may be overruled by the vote of the general membership.

Section 11: Procedure Meetings of the Club and the Executive Board shall be conducted in accordance with the latest edition of Roberts Rules of Order for all matters of procedure not specifically covered by these By-Laws.

ARTICLE IX ENDORSEMENTS

Section 1: Candidate Endorsements Only ballot measures and candidates for public office receiving at least sixty (60%) percent of the votes of Club members in good standing for at least forty-five (45) days present and voting at a Club Business Meeting called for the purpose of endorsements shall be considered endorsed by the Club. Prior to each vote, the President shall provide Club members with the full report of the Elections & Endorsements Committee with respect to each candidate and ballot measure upon which a vote is to be taken. Notice of the meeting shall be in accordance with the rules provided in Article VIII, Section 9.

Section 2: Issues Endorsements Only issues receiving at least a two-thirds (2/3) majority vote of Executive Board Members present at an Executive Board Meeting shall be considered endorsed by the Club. Prior to each vote, the President shall provide the Executive Board members with the full report of the Elections & Endorsements Committee with respect to each issue upon which a vote is to be taken. Notice of the meeting shall be in accordance with the rules provided in Article VIII, Section 9.

Section 3: Rules and Procedures The Elections & Endorsements Committee shall adopt rules and procedures for endorsements, including for meetings of the Elections & Endorsement Committee(s) called for the purpose of endorsements. Said rules and procedures, which shall be approved by the Executive Board, may call for a larger percentage of the votes than those required by Sections 1 and 2 to endorse a candidate, ballot measure or issue, respectively and, with respect to issues, may require an endorsement vote of Club members at a Club Business Meeting.

Section 4: Miscellaneous The Club may endorse Democratic candidates who would best serve its local district. In other districts, the Club may endorse/support Democratic candidates. The Elections & Endorsements Committee shall make a good faith effort to interview all Democratic candidates for local primary and general elections. When two or more Democratic candidates are running in any election, the Club may take a no endorsement position.

ARTICLE X CALIFORNIA DEMOCRATIC PARTY (CDP) PRE-ENDORSING CONFERENCES

Section 1: Voting Roster The Club shall submit a roster of members in good standing to the CDP as of the July 1 deadline. Only members in good standing as of the July 1 deadline who are duly registered as a member of the Democratic Party of California will be included in the roster submitted for purposes of participation in the California Democratic Party endorsement process. The Club President, Secretary or Treasurer shall certify the status of such members.

Section 2: Representatives One representative, resident in the Assembly District, will be selected for each 20 members on the roster duly registered in that District, and be equally apportioned between men and women to the extent possible.

Section 3: Selection of Representatives Said representatives shall be selected by majority vote of a Selection Committee comprised of the President, Vice-Presidents, Secretary and Treasurer. The Selection Committee shall not select one of its own members unless it first determines that no other viable option is available. If such a determination is made, they shall inform the membership of their decision, and the reasons therefore, at the next General Membership meeting.

Section 4: Voting In order for a member’s name to be submitted as one of the Club’s representatives to the California Democratic Party Pre-Endorsing Conferences, the member must agree to vote for the Club’s endorsed candidates at the Pre-Endorsing Conferences.

ARTICLE XI AMENDMENTS

Section 1: Required Vote Amendments to these By-Laws, made in accordance with the provisions in Section 2, shall require a two-thirds vote of the Club members in good standing present and voting at a Club Business meeting at which a quorum is present.

Section 2: Procedure Upon receipt by the Executive Board of a resolution signed by at least twenty-five (25) Club members in good standing, which provides the specific reasons for a need to amend the By-Laws, or upon a majority vote of the Executive Board at which a quorum is present of a resolution providing the specific reasons for a need to amend the By-Laws, the Executive Board shall appoint an ad hoc By-Laws Committee, which shall consider and report back to the Executive Board in a timely manner with its findings and conclusions along with its proposed amendment.

Section 3: Notice of Club Vote Any proposed amendment to these By-Laws, made in accordance with Section 2, that is approved by a majority vote of the Executive Board, shall as soon as practicable be presented to the general membership in writing at least fifteen (15) days prior to the Club Business meeting at which the amendment will be considered for adoption.

Section 4: Effective Date Any amendment to these By-Laws shall become effective as of the adjournment of the Club meeting in which it is adopted, unless otherwise specified at the time of the vote on adoption.